ANNAPOLIS - Martin O'Malley was sworn in as Maryland's 61st governor Wednesday, declaring, "I take responsibility" for what he predicted would be difficult choices and asking Marylanders to share in the sacrifice.

"As of this moment, honoring your trust, I take responsibility for doing all that I can to make your government work again," O'Malley told a crowd of about 1,000 gathered on a bright and cold afternoon in front of the West Portico of the State House.

"I take responsibility for setting a tone of mutual respect inside the halls of government - and for working with leaders of both parties to find common ground to advance the common good."

O'Malley, who turns 44 Thursday, took the oath of office at 12:16 p.m. in a tightly-packed Senate chamber, accompanied by his wife, Baltimore District Court Judge Catherine Curran O'Malley and their four children - one of whom, four-year-old Jack, fidgeted and mugged on a podium otherwise filled with beaming dignitaries.

Sworn in shortly before O'Malley was Anthony G. Brown, who became the state's seventh lieutenant governor since the office was created in 1970.

Moments later, both men donned heavy topcoats and moved to a makeshift stage overlooking Lawyer's Mall where O'Malley, known for his rhetorical flights and lengthy speeches, delivered an upbeat but realistic 14-minute assessment of the tasks he says are facing Maryland.

"There are things for which each of us must take responsibility, as individuals, or the work of our government will be futile," O'Malley said. "Safe neighborhoods. A strong and growing middle class. Educational opportunity. Financial fairness. Protecting God's creation. Caring for the sick."

In the audience were scores of dignitaries, including the out-going governor, Robert L. Ehrlich, who was recognized by O'Malley but otherwise played no official part in the ceremony. Lending star quality to the gathering were the new speaker of the House of Representatives, Nancy Pelosi, D-Calif., who grew up in Baltimore's Little Italy, and the chairman of the Democratic National Committee, Howard Dean.

Upon taking the oath of office, O'Malley ceased being mayor of Baltimore, an office he held for seven years. He was automatically succeeded by the City Council president, Sheila Dixon, who becomes the city's first female mayor.

"We have the possibility of rolling up our sleeves to find ways to expand the affordability of healthcare coverage for our people," he said. "Working parents shouldn't have to go begging in a tin cup should their children fall gravely ill."

His speech was not intended to provide details. That will come later this week, when he presents his first budget to the General Assembly, and later this month, when he delivers the State of the State address.

While the general feeling throughout the day's events was one of excitement, the extensive list of initiatives O'Malley referred to in his speech is met with some caution by those who are wondering how to foot the bill.

"I'm a strong supporter of Governor O'Malley," said comptroller-elect Peter Franchot, who will take his office next week. "But, everybody knows the legislature and the governor - and all the other elected officials know - that we have to put our fiscal house in order before we fund those big programs."

Senate Minority Leader David R. Brinkley, R-Frederick, said he was optimistic about working with the new Democratic governor, but expressed concern about the "very lofty" programs and ideals.

"Everything costs a lot of money," he said. "While the state has plenty of cash now, we don't know what the long term holds by the time all these things get thrown into it. We are not going to be in favor of tax increases. We don't believe that you tax the state into prosperity."

Brinkley also noted that O'Malley's executive power as mayor of Baltimore was different in Annapolis where "the legislature can be very powerful and exert an awful lot of control."

Still, Senate President Thomas V. "Mike" Miller, Jr., D-Calvert and Prince George's, voiced his hope for change after four years of a dived leadership. "With change comes optimism," he said, "and there's a general feeling that general confrontations--as contrasted to cooperation and compromise--are behind us."